Working with Partnerships 2016

Course Date: April 7, 2016

Total: 5h 33min

Welcome and Introduction

Bill S. Maclagan, QCBlake, Cassels & Graydon LLP, Vancouver

What is a Partnership?

  • relationship theory vs. entity theory
  • whose assets are they? whose debts?
  • general partnerships
  • limited partnerships
  • limited liability partnerships

Shauna TowrissClark Wilson LLP, Vancouver

General Partnerships

  • strategic considerations in forming partnerships
  • rights, liabilities, and relationship between general partners
  • practical tips on drafting partnership agreements
  • ownership of assets and assignment of debts
  • opinion matters
  • practical implications of dealing with partnerships
Stephen Curran — McCarthy Tétrault LLP, Vancouver 

Networking Break

Limited Partnerships

  • what is a limited partnership?
  • how do you form a limited partnership?
  • the rights, duties, and liabilities of the general partner and limited partners
  • ethical issues that arise when taking instructions
  • drafting tips for limited partnership agreements
Alison Oxtoby — Entrust LLP, Kelowna

Joint Ventures

  • what is a joint venture?
  • when to use one
  • contractual joint ventures and corporate joint ventures
  • negotiating and drafting agreements
Jason T. Sutherland — DuMoulin Black LLP, Vancouver

Networking Lunch

Partnership Taxation

  • tax differences between joint ventures and partnerships
  • tax aspects of different types of partnerships (general, LP’s, and LLP’s)
  • strategic tax considerations
  • red flags and when to seek tax advice
  • comparison with ULCs and LLCs
Parveen B. Karsan — Koffman Kalef LLP, Vancouver

Networking Break

Insolvency Issues in Partnerships

  • how a partnership becomes subject to the Bankruptcy and Insolvency Act
  • the effect of bankruptcy proceedings on both the partnerships and partners
  • the different rules that apply to general partnerships and limited partnerships in terms of how creditors are dealt with
  • reorganizations of partnerships
Peter L. Rubin — Blake, Cassels & Graydon LLP, Vancouver

First Nations Partnerships

  • unique aspects and considerations for First Nation partnerships
  • internal First Nations business structures and partnerships
  • project proponent context
  • joint venture context
  • First Nations lands context

Michael J. McDonald — DLA Piper (Canada) LLP, Vancouver

Closing Questions and Comments